The Lion King: Naomi's Story
by andhewillneverknow
Summary: Naomi gets left on a class trip to Africa. After being struck by lightning things begin to change. Is this where she was meant to be all along?  Simba/OC Possibly rated M for later Chapters.
1. Chapter 1

(AN: I am changing things slightly so that the ages are not weird, when samba leaves because of scar he is 11)

"Naomi! Pease pay attention." Called the professor from somewhere near the front of the Jeep.

He then went back to his lecture on the different animals that we were going to encounter while here in Africa. The boarding school that my parents had so kindly sent me to, in an effort to get me out of their hair in order to have their perfect life, took us to Africa in order for us to study the animals there. I unlike the rest of the students on this trip enjoyed wild life and nature. I was not one of the girls that were too afraid to do anything, less they break a nail. I also am very fond of animals. I spent a lot of my time volunteering at the local animal shelter and the zoo. Surprisingly all of the animals that I have ever encountered have taken a liking to me. We were currently on our way back to civilization from the safari trip we were on, when the weather suddenly took a turn for the worse. The big jeep that we were is was the typical tourist one, meaning that there were no windows. Obviously they didn't really care if anyone got hurt or if any animal tried to attack us.

The rain began to pour much harder than what was expected. As I looked out over the lands all you could see was darkness and a solid sheet of rain. Just barely peeking through the rain was a large rock face. The rock was tall and there was another coming out of it at a little more than perpendicular angle that looked perfect for a ruler to address his people from. The Jeep began picking up speed eliciting screams from the passengers as we went over hills, ditches, and completely uneven surfaces. As we flew over one particularly large hill everyone flew out of their seats. As we landed back on the ground I realized that I was no longer inside of the jeep, but instead watching it drive away without me.

I got up and began to run after the Jeep calling for them to stop. Unfortunately they could not hear me and continued on their way. Falling to the ground I realized that no one was going to realize that I am gone. My parents are not going to miss me, the other students barely know that I even exist, and the teachers are going to obviously make up some excuse so that they will not get into trouble for loosing me. Tears fell from my eyes as I got up from my place on the ground and began to wander around in the rain. Thunder rattled through both my air and my bones. I was more afraid than I had ever been in all of my twelve years of life. As I was walking I tripped over something on the ground that resembled a staff. As I fell to the ground, I felt a pain so strong that I knew that I had to be hit by something. That something had to be lightning. As I felt the shockwave go through my body, the darkness around me started to get darker; and I soon felt myself slip into unconsciousness.

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><p>Light streamed through the branches of a tree shining onto my face waking me up from my pain induced slumber. My body ached and all I wanted was a couple of pills to stop the pain. Through the pain I could feel the eyes that were burning holes into me. Looking up I noticed a baboon sitting right in front of me.<p>

With a yell I shot backwards scooting back so that I was not so close to the ape. I had seen baboons before at the zoo. The zoo keepers defiantly tried to keep their distance when dealing with these creatures.

"Don't be afraid," said the baboon, as he moved closer to me.

_The baboon said…said…wait it talks_.

"Wait…You talk?" I asked looking at it with a very confused look on my face, "And I can understand you."

"Everything speaks," he began as he took a seat in front of me, "you just have to listen."

All I could do was sit there and stare. Never in my life would I believe that I would be sitting down talking to a baboon and both of us understanding what was going on. He then handed me a piece of fruit that looked safe enough to eat.

"I found you last night and brought you here." He began, "but now I must take you to someone that will know what to do with you. Mostly, because you cannot stay here."

Looking at him, and knowing that there is nothing that I can really do in this situation. All I can do is hope that I would be safe. _Well it cannot be worse than living with mom_…

"Alright."

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><p>The baboon, who I now know as Rafiki, was taking me to see someone known as Mufasa. We began our journey across the open plains, which I have been informed are the pridelands, without much talking. It did not take long until I noticed the rock face from the night before. Then I noticed that we were heading straight towards it. The closer that we got the bigger and bigger I began to realize it was.<p>

"This is Pride Rock," said Rafiki as we continued to walk, "the home of Mufasa and his pride."

I began to think _Pride…he said pride…what animals live in prides?_ And then it dawned on me _Lions_.

As soon as the thought entered my head I saw the first one. A Lioness was looking straight at me. We were now standing in front of Pride Rock, looking up at it I could see a HUGE lion and his cub descending from much higher up.

"Rafiki, My friend," said the big lion, that I am assuming is Mufasa, before stopping short, "who is this?"

"I found her last night," replied Rafiki.

He then gave me a gentle push forward. _I guess he wants me to introduce myself_. "My name is Naomi."

"Perhaps we should take this inside," said Mufasa as he handed off his cub to a lioness.

Rafiki and I began to follow him up Pride Rock when I felt a strange sensation surge through my body. I entered the cave slowly in an attempt to discover what was causing the sensation to run through my body. I sat down next to Rafiki as the sensation began to slowly change into pain. This pain was streaming through my bones exponentially intensifying. It reminded me of a pain that I had felt before…

"The Lightning!" I yelled in shock halting the conversation of the other two, "last night, I was struck by lightning."

Upon this realization the pain became too much and I let out a yell curling into a fetal position.

"What is happening to her?" Mufasa asked as the two came closer to my trembling form.

I could feel the hair on my legs and arms growing while the hair on my head was shrinking. My bones were also growing and changing.

"The lightning," said Rafiki "the kings of old must want her to do something."

My teeth were getting sharper and my body was changing. The pain was becoming so intense that I welcomed the darkness as it enveloped me.

No sooner had I succumbed to the darkness I felt a painful whoop on the head.

"Ow!" I snarled, growling at whoever woke me from my slumber. _ Wait growled..?_

Looking down I saw myself staring at my front legs. They were covered in a golden yellow fur that was glistening from the little light that was being allowed into the cave. Getting up I realized that I had four legs not two. I felt flies around me and began swatting at them with my tail. The tuft of fur at the end of my tail was a beautiful off white, much lighter than any lion that I had ever seen. Looking over at the other two in the room I realized _I have been turned into a lioness._


	2. Chapter 2

(**AN: **Thanks to everyone that reviewed! I will try and update at least once a week. The more reviews, the faster i will update.)

**BTW I don't own the Lion King, just my OC.**

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><p>"You will stay here," said Mufasa in a voice that left no room for hesitation, "I will not allow a cub to wander around alone." He then came up and nuzzled the side of my face. "Do not fear young one, you will be well cared for."<p>

I looked at him in shock. No one had ever been so caring towards me, not even my own mother. The kindest thing she had ever said to me was, "We are sending you to boarding school." After getting lost in my thoughts I noticed that Rafiki was gone and Mufasa was standing at the opening of the cave.

"Come," he said while waiting for me to catch up to him before exiting the cave.

As the two of us descended from Pride Rock, I noticed how small I was. This might have something to do with how small I was as a human. At twelve years old I was short being only four foot six inches tall. Every lion and lioness that I have encountered has been bigger than me.

"Dad who is this," Asked a cub that was also bigger than me "and what happened to the girl from before?

"Simba, this is Naomi. She will be staying with us," said Mufasa, "Naomi this is Simba, my son." Mufasa lest the two of us, and went to one of the lionesses and rubbed against her affectionately. _ She must be his mate_. After saying something to her the two lions came over to us.

"My name is Sarabi," said the beautiful lioness, "Mufasa has asked me to teach you the ways of our people."

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><p>Mufasa, grabbed Simba by the scruff of his neck and began to carry him away, back up pride rock; while Sarabi did the same for me, taking me out onto the plains towards the watering hole. Once we reached the watering hole, Sarabi placed me on the ground. Looking around I became nervous. I was all alone in the middle of nowhere with a lioness that I have just met. <em>Is she going to throw me in the watering hole? I cannot swim. <em>

"Do not fear young one," said Sarabi, "I'm not going to hurt you. Mufasa wanted me to teach you how to be a lion." Sarabi then crouched low to the ground and pounced high into the air, over me, and onto a small lizard that was scampering beside me. "I will teach you how to pounce, how to hunt, and how to engage with the other lionesses."

Looking up at her in awe, there was nothing that I could do besides nod my head. Sarabi then began teaching me the proper way to pounce. To say that this was an easy feat would be a lie. Maybe if I had started out as a lion and knew how to better walk around on four legs instead of two, it would have been easier.

"Crouch low," began Sarabi as she mimicked the very commands that she was giving, "all the way to the ground. Keep your breathing steady. That way your prey will not be able to hear you. Keep your focus on your prey, and do not get distracted. Move forwards slowly, make sure that you are quiet that means not to step on any twigs or knock over any rocks. Then, once you feel comfortable…Pounce."

After practicing a few times next to Sarabi, she asked, "Do you feel ready to try this on your own?" Looking up at her nervously I shook my head no. "Do not worry I am just going to watch you try this time."

Sarabi nudged me forwards using her nose, causing me to fall forward into the grass. Looking back at Sarabi, I saw her smile and nod her head in an attempt to give me confidence. All I needed to do was remember what Sarabi taught me. _Crouch low. _I remembered as I sunk my body down onto the ground. B_reathe steady. _I began to slow down and quiet my breathing, still staying low to the ground. _Keep focus on your prey. _I focused on the tiny bird that had just landed in my path. _Move forwards, be quiet, and don't trip._ Moving steadily forwards, trying my best to avoid all twigs and rocks in my way, I got into position behind the bird. T_hen pounce!_ As soon as I began to spring forwards the bird looked back at me and flew away, allowing me to land in the empty spot that once held the bird.

I sat there glaring at the spot I had just landed in with a pout on my face. I did not catch the bird. _What did I do wrong?_

Sarabi came up behind me and licked my cheek affectionately, "You have done well on your first try. We will try again tomorrow. But for now let me teach you more about being a lioness."

Looking up with a shocked face at the affection I had just been shown. It had been quite a long time since anyone had shown me anything close to what I had just received. _How can someone that has just met me show such kindness?_ I wondered.

I spent quite a lot of the day learning from Sarabi. I was told how it was the job of the lionesses to do the hunting and bring the food home, while Mufasa and his son Simba (the only two male lions in the pride) spent their time protecting the pride and keeping the kingdom in order. Sarabi also introduced me to the other lionesses. Sarafina was the nicest of the new faces that I was introduced to. I also met her daughter Nala, who was my age.

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><p>Later on in the day, after the lionesses had returned from their hunt, dinner was served. Mufasa was the first to go to the wildebeest and take his portion. After he moved away to eat, Sarabi and Sarafina grabbed portions for each of the cubs (Simba, Nala, and I). As the food was placed in front of us, Simba and Nala dove straight in and began to devour their portions. I on the other hand was a bit nervous about eating raw meat. As a human, I knew that eating too much raw meat or if food was not cooked all the way I could get sick. Watching the other lions tear into their food, made me more and more hungry. It had been a long day, and I had not had much food in my system, besides part of the fruit Rafiki had given me. I had no choice but to try and eat the food that was placed in front of me. The first bite was defiantly something that I will never forget. Taste of fresh flesh and blood was something that as a human I would be disgusted by; but as a lion it was the best thing ever. After I had finished my fill, Simba came over to me.<p>

"Where," began Simba as he looked close at me noticing the strange coloring of my tail fur, "did you come from?"

Looking slightly up at him for he was a little bit bigger than me I replied, "you wouldn't believe me if I told you."

"Well Nala and I are going to go exploring. Would you like to come?"

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><p>After it began getting dark, Sarabi and the other lionesses called for us to come inside the den for bed. When Sarabi and Sarafina got a good look at us they grabbed us by the scruff of our necks and brought us into the den. Sarabi dropped both Simba and I in front of her.<p>

"What did you do today;" asked Sarabi, "roll around in the dirt?"

Simba looked frightened and attempted to dart away quickly. He did not get far as Sarabi held him under her paw as she began to lick her son clean. Simba struggled under his mother's paw trying as hard as possible to get away from the bath that he was being forced into.

"Mom," whined Simba, "let me go. I am clean enough."

Watching him struggle and complain caused me to laugh. The more he struggled the harder I laughed until I was laying out on the floor. Upon noticing my laughter Simba seemed to put up more of a fight. Soon his mom finished cleaning him and he scrambled away quickly. While still recovering from my laughter I did not notice that it was my turn. Sarabi quickly grabbed me with her paw and began the same cleaning process that she had just done to Simba. Upon noticing this, my body froze. _Why is Sarabi cleaning me? Can't I just go take a real bath, not a tongue bath? _After Simba escaped his mother and readjusted his fur he turned around wondering why my laughter had stopped. Upon seeing me and the look on my face of ultimate displeasure, Simba fell into his own bought of laughter.

Once Sarabi, finished cleaning me, she removed her paw from my back. I noticed that Simba was still laughing. In an attempt to get him to stop, I ran over to him and bumped him into him with my head. Simba stopped laughing and looked at me in shock. Apparently Nala has never been physical with him before. _Well he better get used to it, because I am not going to baby him because he is a prince._ Simba then bumped me back with a smile on his face.

Mufasa entered the den and crossed in front of Simba and I, and over to Sarabi. After taking his place beside his mate, Mufasa let out a quieter roar letting everyone know that it is time to sleep. Simba then bounded over to his mother, curling up in side. I stayed in my place, wondering how I was going to be able to get comfortable on the floor.

"Naomi," called Mufasa, "come here."

Getting up with my head down, I slowly crossed the den until I reached Mufasa. I looked up at his large form, finding his smiling face. With a paw he pushed me into his fur allowing me to get comfortable, before we settled in for the night.


	3. Chapter 3

**AN: Thanks for all the reviews! I still do not own the Lion King.**

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><p>That is how I began to spend my days. I would train with Sarabi in the early mornings, followed by hanging out with Simba and Nala, and then getting cleaned before falling asleep next to Mufasa. But this morning was different.<p>

Simba awoke more excited than I have ever seen. "Hey, Dad. Wake up! Dad!" Announces Simba as he bounds over to his sleeping father bumping against him affectionately, proceeding in waking me up, "Dad!"

From my position curled up in Mufasa's side, I could feel Simba nudging his father. "Dad-Dad-Dad-Dad-Dad-Dad-Dad…" repeated Simba as he continued bumping into his father.

"Your son is awake," said Sarabi from her sleeping form on the floor of the den.

"Before sunrise," began Mufasa as he continued ignoring his son's persistence, "he's your son."

Pouncing to the rear end of his father, Simba latches onto Mufasa's tail began to pull on it. Mufasa, feeling Simba on his tail, gently swats him out of the way causing him to land on top of me.

"Simba," I groaned from underneath him, "get off."

"Naomi?" asked Simba looking confused, "where are you?"

Feeling squished, I attempted to push him off of me. I guess he felt me pushing on him and he climbed off.

"What are you doing down there?" asked Simba, getting close to my face. "Well since you are just laying around, why don't you help me wake up, my father?"

"I guess." I said with a sigh, realizing that there was no way that I was getting back to sleep until Simba left.

Getting behind Simba I used his body to help launch myself on top of Mufasa landing with an oof. As I landed on Mufasa's back, Simba had run forward and head butted Mufasa.

"Come on," whined Simba, "You promised!"

At these words, Mufasa opens one eye and acknowledges his son, "Okay, okay. I'm up. I'm up."

"Yes!" Yells Simba as he races out of the den before coming back and yelling, "Naomi! Come on!"

Realizing that I had no choice but to follow, I got up and followed after him out of the den. _I am going to start becoming a morning __person, no_ _lion, if I am going to be friends with Simba._ As I left the den and walked out into the crisp morning air, the scenery once again took my breath away. Looking out at the Pride Lands would never get old. Once I got over to Simba I noticed that he was shaking with excitement.

"What has you so excited that you look as if you might just pee on yourself, " I asked Simba?

"Well, if you just wait till my father comes out you will see." Said Simba just as Mufasa and Sarabi exited the den, "Dad, Naomi is coming too."

With a nod Mufasa began walking, "Come along."

Simba and I began to follow Mufasa before turning around and going back to Sarabi. Simba nuzzled his mother affectionately before running back to Mufasa. When I got to Sarabi I informed her that I was going with Simba and Mufasa for the day. With a smile she nodded and pushed me forwards towards where the two were already headed.

When we reached the top of Pride Rock, we stopped. Looking out over the vast space that was their kingdom Mufasa began to speak. "Simba, look: everything that the light touches is our kingdom."

Looking out both Simba's and my eyes widened looking at how vast a space that was. As we looked out over the Pride Lands Mufasa continued to speak, "A king's time a s a ruler rises and falls like the sun. one day the sun will set on my time here and will rise with you as the new king."

Looking at his father in shock, Simba asked, "And all this will be mine?"

"Everything," replied Mufasa.

In awe Simba mutters to himself, "everything the light touches." Simba turned to look at me with a smile and said, "If you are good maybe I will let you rule over a spot."

"Ha. Ha." I deadpanned to Simba, "you are so funny."

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><p>Looking out over the Pride Lands I noticed a place that was not as bright as the rest. It looked unhealthy, like there was no water getting to any of the plant life there. "Mufasa, what about that shadowy place?" I asked with a look of confusion, "Do you rule over that as well?"<p>

"No that is beyond our borders," said Mufasa. "You must never go there. Neither one of you, should ever go there."

"Ok." I said, if Mufasa says not to go there I am going to trust him.

"But I thought a king can do whatever he wants," said Simba with a sort of cocky attitude.

I bumped into Simba with my head trying to get him to stop talking. "Simba, I don't think that getting what you want is all there is to being a king."

"She's right Simba." Said Mufasa as he walked around behind us, "Look out there, look at how everything moves in harmony with one and other. Everything that the two of you see exists together in a delicate balance. Simba, as king you need to understand that balance, and respect all the creatures - from the crawling ant to the leaping antelope."

"But, Dad, don't we eat the antelope?"

"Yes, Simba." Began Mufasa, "But let me explain. When we die, our bodies become the grass, and the antelope eat the grass. And so we are connected in the great Circle of Life."

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><p>Simba and I looked at each other contemplating what Mufasa had just explained about the Circle of Life. As we were pondering this, a strange bird that I had yet to see flew over and landed on a rock next to us.<p>

"Good morning, Sire!" called the bird to Mufasa.

"Good morning, Zazu."

"Checking in with the morning report," said the hornbill that I now know as Zazu. "Is this the young lioness that you have spoken of sire?

"Yes Zazu. This is Naomi."

"Pleased to meet you," I said as I looked over and saw Simba attempting to pounce on a butterfly.

"Zazu, the report?"

"Right Sire!" Said Zazu, as he began to go over the morning report with Mufasa.

Sneaking up behind Simba I attempted to pounce on the butterfly before he could.

"Move Simba," I said with a giggle pushing him to the side so that I could pounce. Unfortunately I missed the butterfly as well.

Simba then pushed me out of the way claiming that it was "his turn."

"What are the two of you doing?" asked Mufasa in a whisper, attempting to not alert Zazu to the fact that he was no longer paying attention to him.

"Pouncing" said Simba and I together.

Whispering again Mufasa said, "Let an old pro show you how it's done."

Zazu was still talking about the other animals in the Pride Lands when Mufasa interrupted him.

"Zazu, would you turn around?"

"Yes, Sire." Replied the bird, "the cheetahs are hard up, but as I always say…"

Mufasa turned to the two of us again whispering, "Stay low to the ground."

"…cheetahs never prosper. Uh—what's going on?"

"A pouncing lesson." Replied Mufasa.

"Oh. Very good. Pouncing!" Said Zazu ready to continue his speech, when he realized what was really going on, "Pouncing? Oh, no, Sire. You cannot be serious!"

Mufasa using his paw gestures to Zazu to turn back around as he continues to instruct us. "Try not to make a sound."

Simba following his father's instructions stealthily makes his way towards Zazu.

"What are you telling them, Mufasa?... Mufasa?… Naomi ?... Simba?"

After saying Simba's name, Simba pounces, flying through the air and hitting his target.

Laughing Mufasa pulls me over, "Naomi, now it is your turn…"

"Sire!" exclaimed Zazu coming up to Mufasa, "Hyenas! In the Pride lands!"

"Zazu, take them home." Said Mufasa. "And no Simba you cannot come." After these words Mufasa took off running out into the Pride lands after the Hyenas.

"I never get to go anywhere." Mumbled Simba as Zazu escorted the two of us back to Pride Rock.


	4. Chapter 4

(AN: Sorry that it has taken me so long to get out this next chapter but I am a college student and have had a lot going on with my classes and stuff but here it is Chapter 4)

**BTW: I don't own the Lion King**

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><p>Once we got back to Pride Rock, Simba took off while I went to go and find Sarabi. She was with the other lionesses lounging in the shade. Nala was with her mother being given her bath. When I reached Sarabi, she pulled me up to where she was and began my bath.<p>

"Sarabi, Mufasa showed us all of the Pride lands today!" I said excitedly, "and then he gave us pouncing lessons."

"Well it seems like you have had a busy morning," said Sarabi as she continued my bath. "And you stayed relatively clean."

I smiled as she gave me a few more licks before letting me go. When she let go I ran over to Nala who was still being bathed. "What are you doing today?" I asked her.

"Well-" began Nala before she was cut off by Simba as he ran in front of us.

"Naomi! Nala!" called Simba excitedly

"Hi Simba," said Nala flatly, "you just interrupted my conversation with Naomi."

Ignoring what Nala had to say Simba came up next to me, "Come on guys! I just heard about this great place!"

"I'm kind of in the middle of a bath." Stated Nala obviously not wanting to go with Simba.

"And it is time for yours ," Said Sarabi as she picked Simba up by the scruff of his neck and lifted him up to the ledge that she was on. She then began to give him his bath.

"Mo-om" whined Simba as he began to try and wiggle out of his mother's grip. "You're messing up my mane!"

Sarabi just ignores him and continues to bathe him. Once he wriggles out of her grasp Simba says "Okay, okay. I'm clean." Then putting on the puppy eyes asks, "Can we go now?"

"Where are we going, anyway?" Asks Nala, "It better not be any place lame." I had begun to notice that over the time that I have been here Nala was spending less and less time with Simba and me. She never wanted to come with us when we went exploring, or to go play in the watering hole. All she ever did anymore was sit with the other lionesses.

"No it's really cool." Said Simba trying to convince his friend to come with him.

Hearing this conversation caused Sarabi to ask, "So where is this 'really cool' place?"

"Oh…" began Simba trying to think of somewhere to go, "around the waterhole."

"The **waterhole**?" said Nala completely unimpressed, "What's so great about the waterhole…?"

"I like the waterhole." I said, "We always have fun there."

"Ya." Said Simba turning to Nala and then hissing through his teeth, "I'll show you when we **get there**."

"ohhh…" said Nala finally catching on to what Simba was getting at. "Mom can I go?"

"Ya can we go?" I asked "Pleeez?

"Fine as long as Zazu goes with you."

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><p>Soon we were on our way. Zazu was flying above us, clearly not happy about taking us on our trip to the water hole.<p>

Nala rushed forward towards Simba whispering to him, "So where are we really going?"

Whispering back Simba informs her of where we are going but they are too far away for me to hear.

"Look at them Naomi," says Zazu happily, "Little seeds of romance blossoming in the savannah. Oh their parents would be thrilled."

"What are you talking about Zazu," I asked confused?

"They are betrothed."

Upon hearing these words my heart stopped. _Betrothed? As in Nala is going to marry Simba. _Zazu flew up to the other two cubs and began speaking to them but I couldn't hear a word of it. All that was going through my head was the fact that Simba and Nala were going to get married; and me wondering why my heart felt as if it was clenched too tight and how hard it was to breathe. As a human I had only ever felt like this one time. It was when one of the boys from school had smiled at me. My palms got sweaty and my heart clenched. I had feelings for him. Obviously things didn't work out but he was my first crush. _Does this mean that I have feelings for Simba._

"Well when I'm King, that'll be the first thing to go." Said Simba, "Nala and I will never be married."

"Not so long as I'm around" said Zazu.

"Well in that case," Said Simba, "You're fired!"

"Nice try," said Zazu as he poked Simba's nose, "but only the king can do that."

"Well isn't he the future king?" I asked.

Simba smiled looking at me saying "yeah." He then turned to Zazu and thumped his chest saying "so you have to do what I tell you."

An enraged Zazu flew up into the air, "Not yet I don't. And with an attitude like that, I'm afraid you're shaping up to be a pretty pathetic king indeed."

"Not the way I see it," I said softly while looking over at Simba, "One day he will be an amazing king."

**Simba: I'm gonna be a mighty king. So enemies beware!**

**Zazu: Well, I've never seen a king of beasts. **{Plucks Simba's hair where mane would be}** With quite so little hair**

{Simba gets a mane of leaves}

**Simba: I'm gonna be the mane event. Like no king was before. **{Climbs a log}** I'm brushing up on looking down. I'm working on my ROAR. **{On "ROAR" Simba shouts at Zazu, startling him backwards into a puddle}

**Zazu: **{Drying on what appears to be a hanging towel}** Thus far, a rather uninspiring thing.**

{The "towel" is really the ear of a red elephant which hits Zazu with its trunk as with a golf club, sending him skipping like a stone across a shallow pool of water; the Simba, Nala, and Naomi follow immediately.}

**Simba: Oh, I just can't wait to be king!**

**Zazu: You've rather a long way to go, young master, if you think...**

**Simba: No one saying do this.**

**Zazu: Now when I said that, I-**

**Nala: No one saying be there.**

**Zazu: What I meant was...**

**Naomi: No one saying stop that**

**Zazu: Look, what you don't realize...**

**Simba, Naomi, and Nala: No one saying see here.**

**Zazu: Now see here!**

**Simba: Free to run around all day.**

{Simba, Naomi, and Nala are now riding ostriches}

**Zazu: Well, that's definitely out...**

**Simba: Free to do it all my way!**

**Zazu: **{Flying ahead of the cubs, looking back to speak to them and so not paying attention ahead}** I think it's time that you and I arranged a heart to heart.**

{Zazu flies into a rhino}

**Simba: Kings don't need advice from little hornbills for a start.**

**Zazu: If this is where the monarchy is headed count me out! Out of service, out of Africa, I wouldn't hang about...This child is getting wildly out of wing.**

**Simba: Oh, I just can't wait to be king!**

{The cubs trot up a corridor of zebras standing at attention; when Zazu follows, they all turn and raise their tails; Zazu covers himself with a wing.}

{Nala, Naomi, and Simba dance about under a moving herd of elephants while the African flute leads a short instrumental flies overhead, looking for them. Simba ends up standing on a giraffe's head.}

**Simba: Everybody look left. **{Zazu squawks as the herd tramples him}** Everybody look right. **{Simba hops up a ladder of giraffe heads}** Everywhere you look I'm, **{Sliding down a giraffe's neck into theatrical pose}** standing in the spotlight!**

**Zazu: **{Speaking, but in strict time}** Not yet!**

**Chorus: Let every creature go for broke and sing. Let's hear it in the herd and on the wing. It's gonna be King Simba's finest fling. **

{The Chorus of hippos, anteaters, antelopes, giraffes, etc. forms a pyramid with the cubs on top}

**Simba & Chorus: Oh I just can't wait to be king! Oh I just can't wait to be king! Oh I just can't waaaaaait ... to be king!**

{The pyramid topples leaving the rhino sitting on Zazu}

Simba, Naomi, and Nala all take off running away from Zazu.

* * *

><p>Simba and Nala are sharing a good laugh while I stopped and fell to the back of the group. Simba continues singing about being a king ignoring the fact that Nala has now left his side.<p>

"Hey Naomi are you alright?" asked Nala, "You have been really quiet today."

Looking over at her, I did not know what to say. _Should I just tell her about how I am beginning to feel about Simba or should I keep these feelings hidden?_

"Oh," began Nala as she looked over at me, "I get it now. You like Simba. Wow…how did I never realize this before? I guess overhearing about how Simba and I are to be married in the future would kind of suck."

_She figured it out. I don't think that I can handle this right now._ I looked over at Nala knowing that I would not be able to face Simba right now. "Hey I am going to head back, I will see you two when you get back to Pride Rock." Without giving her a chance to say anything I turned and left.

* * *

><p><strong>Simba's POV<strong>

"I just can't wait to be king," I sang to myself as Nala ran back up to me. Only Nala came back not Naomi. _Where is Naomi?_ "Nala where is Naomi?"

"She left," replied Nala with a sigh.

_She left… _"Why did she leave?"

"I don't know she was really upset and I asked her what was wrong and then we talked and she just left. She said that she was going back to Pride Rock."

_What would make her so upset? We were all having fun just a second ago…_

"So where is this 'really cool' place?"

* * *

><p><strong>NaomiNormal POV**

"Naomi, where are Simba and Nala?" asked Sarabi once I returned to Pride Rock.

"I didn't want to stay at the watering hole any longer so I decided to head back." I told Sarabi with a very glum look on my face.

"What happened at the watering hole?" She asked.

"I don't really want to talk about it." I said hoping that she would drop the subject.

"What did Simba do to you?"

"He didn't do anything." I said before mumbling to myself, "Nothing that he has any control of anyway."

I began to walk away before I was picked up by Sarabi, and carried into the den. She took me over to the other lionesses and placed me down in the middle and began my bath as she started conversing with Sarafina and the other lionesses.

I ignored most of their conversation as Sarabi finished bathing me. Once she was finished she kept a firm grip on me within her paws, and I realized that I was not going anywhere.

"Naomi, have you learned anything new today?" asked Sarafina from her perch on a large rock inside the den.

"Not really, but I don't know how I should be acting anymore." I said.

"What do you mean?" Asked Sarafina, "You should be acting like you."

"I mean how am I to act when I am in the presence of future royalty."

"You have been acting just fine with Simba, there is no need to change anything." Said Sarabi.

"I am not talking about Simba…"

"Oh," Said Sarafina.

With a nod of Sarabi's head towards the door the other lionesses began to filter out of the den, leaving only Sarafina, Sarabi, and I. "I think that the three of us need to have a discussion." Began Sarabi, "Mufasa and I have been talking since you have come to us Naomi. When Nala was born she was the first female cub to show up in the pride. It only seemed appropriate for us to make her Simba's betrothed. This was done in precaution that there would be no other young female lions for him to be with after he has come of age. But now that you have come to us the betrothal is no longer necessary. Once Simba comes of age he will have the choice between Naomi and Nala.

"So Simba does not have to marry Nala?" I asked trying to get my facts straight and trying to keep most of the excitement from my voice at the prospect of Simba and Nala not being together.

"No Naomi, if Simba wants to he can marry you instead."

After these words I began my trek back to the watering hole to see if I can find Simba. I really want to see the "really cool" place.

* * *

><p>I was running as fast as my paws would carry me. As I was running I was not paying attention and I ran head first into Mufasa.<p>

"Slow down little one. Now," Said Mufasa with a laugh, "where are you trying to get to in such a hurry?"

"Simba said that he wanted to show Nala and I this really cool place but I got upset and left so now I am on my way back to the watering hole to find them." I said in a rush trying to get around Mufasa in order to continue my journey.

"Mufasa!" yelled Zazu

The majordomo landed next to Mufasa and I with his tail smoking as if it had at one point been on fire. The bird was panting and out of breath.

"Nala and Simba…" began Zazu as he had to stop and take a breath, "Hyenas…" another breath, "Elephant Graveyard…" breath, "Hurry!"

Mufasa looked back at me, "Naomi get back to Pride Rock Now!" After these words Mufasa took off to save his son and Nala.

Zazu sat down trying to catch his breath before following after Mufasa. I took this opportunity to ask Zazu a few questions. "Hey Zazu why was Mufasa so mad?"

"Well young Naomi, the hyenas are nothing but slobbering mangy stupid poachers and they are not allowed in the Pride Lands under any circumstances. Also the Elephant graveyard is not in the Pride Lands." After this small lecture Zazu had regained his breath. "Now young missy please head back to Pride Rock. He then took to the air following the same path that Mufasa had just taken.

I slowly turned and headed back towards Pride Rock. The entire journey was spent worrying about Simba and Nala. _I hope that Mufasa got there in time. I would hate to lose my friends._

* * *

><p>It was dark out and Nala had come back but not Simba and Mufasa. I was standing up on the ledge of Pride Rock that Mufasa had brought Simba and I, when we were shown the Pride Lands. I was waiting to make sure that they were going to make it back safely.<p>

"Naomi, Simba and Mufasa are fine" said Sarabi.

This was not the first time that she had fruitlessly tried to get me to come back into the den. But I was going to stay and wait until I knew that they were safe.

It was beginning to get cold out and I was still waiting. The later and colder it got the more ready I was to succumb to Sarabi's pleas for me to return to the den. And then I saw Mufasa and Simba climbing up Pride Rock. I took off running towards them. I reached them just as they found their resting places for the night inside the den. Once I reached them I pounced on Simba's back.

"You're okay!" I cried while holding him, "I was so worried!" As I held onto Simba I nuzzled into his side purring . "Don't scare me like that again." I said with a yawn as I fell into a peaceful sleep still holding onto Simba.

* * *

><p><strong>Simba's Pov<strong>

Dad and I had just come over to Mom to turn in for the night when I heard Naomi come running into the den. Next thing I know Naomi has pounced on me hugging me tightly.

"You're okay!" she cried while holding onto me. "I was so worried!" She said as she began to nuzzle into my side purring, causing my eyes to widen in surprise. "Don't scare me like that again." Naomi said with a yawn as she fell asleep holding onto me.

"She was really worried Simba." My Mother as she curled up next to Dad. "She wouldn't come inside until the two of you came back."

_She really was worried… I guess she heard about the Hyenas and the Elephant Graveyard… _

I felt Naomi still sleeping curling more into me. Looking at her the thought of moving her never even crossed my mind as I fell asleep.


	5. Chapter 5

**AN: So this chapter is like all about scar. And I felt bad about taking so long to update so here is the second chapter of the night. **

**Disclaimer: I still don't own the Lion King (just like I haven't since chapter one)**

* * *

><p><strong>Scar's POV<strong>

_My plan had failed all I did was get the brat into a little trouble. Those Hyenas did not do their job._ These thought ran through my head as I walked around Pride Rock looking at the lands that are rightfully mine; the lands that I sought so hard to claim. Looking in the den I saw the woman that I would take as my own. _Even if I got rid of Mufasa I still have to get rid of the brat._ Looking at Simba I saw that new cub sleeping on him. _She could cause problems…I guess I will have to get rid of her too…_ Realizing that getting rid of three lions could not be done by me. I needed someone that I could control to get these plans into motion…

* * *

><p>"Man," said Banzai, "that lousy Mufasa! I won't be able to sit for a week!"<p>

All Ed could do was laugh at the situation. Not only because it is funny, but he is a Hyena, what else is he going to do?

"It's not funny, Ed."

As much as Ed tries he cannot stop laughing.

"Hey, shut up!" yells Banzai as he tackles Ed for laughing. This causes the two Hyenas to begin fighting.

"Will you two knock it off!" Yells Shenzi

"Well he started it!" yelled Banzai as he stops fighting. Ed just ends up biting himself on the leg.

"Look at you guys." Shenzi said, "No wonder we're dangling at the bottom of the food chain."

"Man, I hate dangling." Banzai said with drool dangling from his mouth.

"Shyeah? You know if it weren't for those lions, we'd be runnin' the joint."

"Yeah. Man, I hate lions."

"So pushy."

"And hairy."

"And stinky."

"And man, are they..."

"UuuugLY!" The two yelled together before bursting out in laughter.

"Oh, surely we lions are not THAT bad." I said from my perch high above the Hyenas.

"Oh, Scar, it's just you." Banzai said utterly and totally relieved from the surprise.

"We were afraid it was somebody important" Shenzi said.

"Yeah, you know, like Mufasa."

"Yeah."

"I see." I said in a very annoyed and dismissive tone. Even those that I have come to know as my lackeys still see Mufasa as more important. His very name strikes fear into them.

"Now that's power." Banzai said.

"Tell me about it. I just hear that name and I shudder." Shenzi shivered.

"Mufasa.

"Ooooh. ... Do it again." She said with a shiver.

"Mufasa."

"Ooooh!"

"Mufasa. Mufasa! Mufasa!"

With hysterical laughter Shenzi says, "...Oooh! It tingles me."

"I'm surrounded by idiots." I said with a sigh.

"Not you, Scar; I mean, you're one of us. I mean, you're our pal." Banzai said

"Charmed." I said with Sarcasm dripping off of the word.

"Ohh, I like that. He's not king, but he's still so proper." Shenzi said, rubbing salt into the wound.

"Yeah. Hey, hey. Did ya bring us anything to eat, Scar, old buddy, old pal? Huh? Did-ya-did-ya-did-ya?"

"I don't think you really deserve this." I said holding out a haunch of Zebra and dropping it to the drooling Hyenas, "I practically gift-wrapped those cubs for you. And you couldn't even dispose of them."

"Well, ya know. It wasn't exactly like they was alone, Scar." Shenzi said with a mouth full of food.

_These Hyenas are disgusting…_

Banzai: "Yeah. What are we supposed to do—"Banzai said after swallowing, "kill Mufasa?"

"Precisely." I said

{The three hyenas pause from eating and look up at Scar questioningly. Scar leaps down to the Hyenas.}

**Scar: I never thought hyenas essential. They're crude and unspeakably plain. But maybe they've a glimmer of potential. If allied to my vision and brain.**

{Scar walks calmly through sheets of flame and gas. Scar paces slowly around Ed, who is chewing on the remnants of the zebra leg}

**Scar: I know that your powers of retention. Are as wet as a warthog's backside. But thick as you are, pay attention.**

{Scar angrily swats the bone away; Ed comes to abrupt attention}

**Scar: My words are a matter of pride. It's clear from your vacant expressions. The lights are not all on upstairs.**

{Scar waves his paw in front of Ed's blank eyes to make his point; Ed's tongue lolls out}

**Scar: But we're talking kings and successions. Even you can't be caught unawares. So prepare for a chance of a lifetime. Be prepared for sensational news. A shining new era. Is tiptoeing nearer.**

**Shenzi: And where do we feature?**

**Scar:** {Grabbing Shenzi's cheek} **Just listen to teacher**

{Shenzi rubs her cheek, which is now bruised red}

**Scar: I know it sounds sordid. But you'll be rewarded. When at last I am given my dues. And injustice deliciously squared.**

{Scar leaps up beside Ed, who is again chewing on the bone, and here kicks him off the ledge}

**Scar: Be prepared!**

{The three hyenas land in a pile of bones and are submerged; they reappear, each with a different horned skull on his head.}

**Banzai: Yeah, Be prepared. Yeah-heh... we'll be prepared, heh...For what?**

**Scar: For the death of the king.**

**Banzai: Why? Is he sick?**

{Scar grabs Banzai by the throat}

**Scar: No, fool- we're going to kill him. Simba and Naomi too.**

{Dropping Banzai back onto the floor}

**Shenzi: Great idea! Who needs a king?**

**Shenzi (and then Banzai): **{Sing-song voices, dancing around Banzai}** No king! No king! la-la-la-la-laa-laa!**

**Scar: Idiots! There will be a king!**

**Banzai: Hey, but you said, uh...**

**Scar: I will be king! ...Stick with me {triumphant, toothy grin}, and you'll never go hungry again!**

Shenzi and Banzai: Yaay! All right! Long live the king!

**All Hyenas: Long live the king! Long live the king!**

{Scar's army of hyenas is goose-stepping across the floor of the cave, now stylized into a Nazi-esque quadrangle}

**Hyenas: **{In tight, crisp phrasing and diction}** It's great that we'll soon be connected. With a king who'll be all-time adored.**

**Scar: Of course, quid pro quo, you're expected to take certain duties on board.**

{Scar motions a slice across the neck}

**Scar: The future is littered with prizes. And though I'm the main addressee, the point that I must emphasize is…**

{Leaps off his rock throne to single out one hapless hyena}

**Scar: You won't get a sniff without me!**

{That hyena slips and falls into a fiery crevice}

**Scar: So prepare for the coup of the century. **

**Hyenas: (Oooh!)**

**Scar: Be prepared for the murkiest scam. **

**Hyenas: (Oooh... La! La! La!) **

**Scar: Meticulous planning. **

**Hyenas: (We'll have food!) **

**Scar: Tenacity spanning.**

**Hyenas: (Lots of food) **

**Scar: Decades of denial. **

**Hyenas: (We repeat)**

**Scar: Is simply why I'll. **

**Hyenas: (Endless meat)**

**Scar: Be king undisputed. Respected, saluted… And seen for the wonder I am. Yes, my teeth and ambitions are bared. Be prepared!**

**All (Even Ed, who can be heard growling and snarling an approximation of the lines): Yes, our teeth and ambitions are bared. Be prepared!**

* * *

><p><strong>NaomiNormal Pov**

It has been a few days since Simba and Nala's run in with the Hyenas. In that time Simba and I have become a lot closer. He even told me that his Uncle Scar had told him all about the elephant graveyard and that was why he went there in the first place. I wanted to go and tell Mufasa but I promised Simba that I would not say anything, no matter how much I wanted to.

This morning when I woke up everyone had already left the den. When I left the den I went looking for Simba and I couldn't find him anywhere. No matter whom I asked no one had seen him. In my search I found my way to the watering hole, once again hoping to find Simba to no avail. That is when I ran into the one person in the entire Pride Lands that I was hoping that I could avoid, Scar.

"Ah, Naomi there you are." Scar said as he came up to me.

"What do you want?" I asked while looking around for the best escape route.

"I was entertaining my young nephew Simba," Scar began while walking closer to me, "and he requested your presence. So I told him that I would come and find you."

I looked at Scar doubting that this was the real reason that he was looking for me. But I don't want Simba to be alone with Scar. _Scar would be able to get Simba to do anything if they are alone together._

"Alright Mr. Scar!" I said with fake excitement. "Let's go find Simba."

Scar led me deep into the pride lands, to a place that I had never been before. Slowly it was starting to look more and more like the area that Mufasa told Simba and I not to enter.

"Hey Mr. Scar," I said getting Scar's attention, "is this even the Pride lands anymore?"

"Yes it is. I was just showing Simba the borders of the Pridelands."

"Well I don't see Simba." I said as I started to get worried wondering what kind of trouble that Simba could have gotten himself into being this far away from Pride Rock.

"Hu must have heard you coming and decided to play a game." Said Scar thoughtfully, "you stay here in case he comes back, and I will go look for him."

Before I could say another word Scar was gone, and I was left all alone by a huge patch of thorns. As I sat there waiting for Simba to show up or Scar to come back I realized that I didn't know exactly how to get back to Pride Rock.

There were a few ways that I could handle this situation. I could wait for Simba or Scar to show up. I could try and find my own way back. Or I could sit here and cry. The last option seemed the simplest but I know that no good will come of sitting around and crying. The second one could work. But I remember from being a human that if you ever get lost or separated from the group you stay in one spot so that it is easier to find you. So that option is out as well. So I guess I am just going to sit around and wait for Simba and Scar to come back.

Feeling like I had been sitting here forever I decided to get up and move around a little bit. Just as I started to move around I heard noises start to come from behind me. I turned around and saw a hyena come running towards me. I had nowhere to run except the opposite way that the hyena was running which was straight into the patch of thorns.

I ran head first into them being small enough that I could duck underneath the majority of the thorns.

"Help!" I continually yelled as I ran through the thorns.

I looked behind me and noticed that the hyena was getting closer to me. In this error of judgment I wan not looking where I was going and ran right into something soft causing it to topple over.

Looking at what I ran into I noticed that it was, "Simba?"

"Naomi?"

"Simba we gotta' run there is a hyena chasing me!" I said in a rush noticing that the hyena was getting closer.

"Two more are after me." Said Simba as he got up, "follow me."

The two of us continued to run until I tripped over one of the vines.

"Simba!" I yelled.

"No Naomi!" yelled Simba as he came to help me, "I will not lose you too."

The two of us continued to run until we got out of the thorns. We did not stop running until we realized that the hyenas were not chasing us anymore.

* * *

><p><strong>Scar's Pov<strong>

I was standing on Pride Rock addressing the lionesses in the light of the moon. This is my moment when I will finally have what should have been mine all along.

"Mufasa's death was a terrible tragedy; but to lose Simba and Naomi, who had barely begun to live…" I said as I looked out at all of the sad faces of the lionesses. "For me it is a personal loss. So it is with a heavy heart that I assume the throne. Yet, out of the ashes of the tragedy, we shall rise to greet the dawning of a new era…"

Upon these words all of my Hyenas began to emerge and join with the lionesses laughing hollowly. _Music to my ears…_

"…in which lion and hyena come together, in a great and glorious future!" on these final words I ascended Pride Rock as I allowed my hyena army to appear at full force.

_Long live the King_

* * *

><p><strong>No One's POV<strong>

Rafiki was sitting in hi tree shaking his head. Wiping a tear from his eye he looks at the bark of his tree. On the bark was a painting of a lion cub. He reaches up his hand and rubs it across the painting, thus smearing the paint. Lower in the tree underneath the first picture of the cub was a picture of yet another cub. This one had a lightning bolt across it. Rafiki wiped another tear from his eye and also smeared out this painting. After doing this Rafiki turned his back in mourning, leaving the two images shining in the moonlight.


	6. Chapter 6

**AN: It's been 2years. I have been working and taking classes and a whole bunch of other stuff. Unfortunately, it has distracted me from this story. But I am done dealing with this stuff and I am back with a new chapter! I think that this might be the longest chapter of the story. Enjoy!**

**Disclaimer: I still don't own the Lion King (just like I haven't since chapter one)**

**Simba's POV**

_I don't know what to do? There is no way that we can go back to Pride Rock. At least I can't go back. Naomi can. I should tell her to go back now that the hyenas aren't chasing us anymore. _

"Naomi." I called gaining her attention, "maybe you should go back."

"What are you talking about Simba?" she asked as she walked up to me. "Why would I leave you?"

"Well Naomi…You are not the one in trouble. You didn't do anything wrong."

"Simba you didn't do anything either. It is not your fault that a bunch of hyenas stared chasing us out of the Pride Lands. Mufasa won't be mad at you for that."

_Mufasa…Dad…it's all my fault…_

"You just don't understand Naomi…"

"I don't care Simba. I am not leaving you!" said Naomi with such force that I had no way of responding. She then started walking away. Further and further into the dessert.

_What are we going to do?_

* * *

><p><em>It is so hot. No wonder this is not in the Pride Lands<em>

"Naomi." I called "Naomi." I called again getting no response. "Naomi!" I yelled looking behind me and seeing her passed out in the middle of the dessert.

I ran over to her as fast as possible. She was still breathing just unconscious. _She won't wake up!_ I have to move her. So I slid her body on top of mine and began to carry her. It was a good thing that she was a smaller lioness or else there was no way that I would be able to move her. I looked in front of me and saw a patch of green. The first bit of green that I have seen since leaving the Pride Lands. Green means grass and trees. Grass and trees mean water.

It shouldn't be too far away I think that I can make it. If not for me then for Naomi.

* * *

><p><strong>No one's POV<strong>

Two lion cubs laying out in the hot dessert sun. Big black buzzards swarming and circling them in the air. One descends coming down towards the cubs' bodies, the rest following. They circle around them looking for the best spot to take a bite. Dinner has been served.

A meerkat riding on a warthog come barreling into the buzzards. They dive right into the midst a start waging an attack on the foul beasts. Using their hands, feet, and hooves the two slap and kick the buzzards away.

"Yeeeeeeeeeeeeeeeeeeeeaaaaaaahhh!" cheered the meerkat, "Get out! Get out! Get outta here! Whoo!"

"I love it!" said the warthog "Bowling for Buzzards!"

"Gets 'em every time" laughed the meerkat.

The warthog looks down at the meal the buzzards would have enjoyed noticing two lion cubs.

"Uh-oh. Hey Timon." Called the warthog to its meerkat buddy. "You better come look. I think they're still alive."'

"What Pumbaa?" asks Timon until he sees what the warthog is looking at Ewww..." Timon walks to the front of Simba. He is lying with his paw over his face and Naomi on his back. "All righty, what have we got here?"

Timon smells the two cubs. Flinching back because they were not the freshest smelling pair of lions. Next he tries to lift Simba's paw off of his face. He can't. He gets under it and with a great push gets it above his head. He sees Simba's face.

"Jeez, it's a lion!" yelled Timon jumping up on Pumbaa. "Run, Pumbaa! Move it!"

"Hey, Timon. They're just little lions. Look at 'em." Says Pumbaa getting close to the two cubs and cooing at them. They're so cute, and all alone! Can we keep 'em?"

Timon grabs Pumbaa's ear and yells, "Pumbaa are you nuts?!" this creates a reverberating effect shaking Pumbaa "We're talking about a pair of lions. Lions eat guys like us."

"But they're so little." Says Pumbaa as he leans over to regard Simba and Naomi, and accidentally dumps Timon from his head.

"They'll get bigger."

"Maybe they'll be on our side."

"A-huh! That's the stupidest thing I ever heard. Maybe they'll b- ...Hey, I got it! What if their on our side?" said Timon finally getting excited about the idea of keeping a couple of lion cubs around. "You know, having a lion around might not be such a bad idea."

"So we keeping 'em?"

"Of course Pumbaa. Who's the brains in this outfit?"

Pumbaa scoops both Simba and Naomi up on his tusks and head off to find some shade.

* * *

><p><strong>Naomi's POV<strong>

I wake up to splashes of water on my face. _What happened?_ There is a meerkat and a warthog splashing both Simba and myself in the face with water. We were in the middle of an oasis. It was absolutely beautiful.

"You okay, kid?" asked the meerkat.

"I guess so." I replied still lapping up some of the water from next to us. _ It's like the watering hole only ten times better._

"You nearly died." The warthog said to Simba who was also looking around in awe.

"I saved you." Said the meerkat.

The warthog snorted in annoyance.

"Well, uh, Pumbaa helped. A little."

Simba looking down mumbles a dull "thanks for your help." Before heading off back towards the dessert.

"Simba," I called "where you going?"

"Nowhere." He replied just as dull.

Timon turns to Pumbaa "gee. He looks blue."

"I'd say brownish gold." Replied Pumbaa.

"Simba is upset about something." I told the pair, "I think it is about something that happened back home."

"Oh." Says Pumbaa. He then trots up to Simba and asks "Hey kid, what's eatin' ya?"

"Nothing;" says Timon, "he's at the top of the food chain! Ahhhhhhha ha haaa! The food cha-haain!" No one laughed at his joke and just stared at him silently. It took him a minute to realize that no one was laughing at his joke. "Ha ha hum... ahem. So, where you from...?"

"Who cares? I can't go back." Replied Simba with a slight attitude.

"Why can't you go back?" I asked. Simba didn't reply he only looked away.

"Ahh. You're an outcast! That's great, so are we." Said Timon. "What'cha do, kid?"

"Something terrible. But I don't wanna talk about it."

"Good. We don't wanna hear about it."

"Come on, Timon." Says Pumbaa nudging Timon before turning back to Simba and I "Anything we can do?

"Not unless you can change the past." Says Simba looking down with a tear in his eye.

_What happened when Simba was with Scar?_

"You know, kid, in times like this my buddy Timon here says, 'you got to put your behind in your past...'"

"No. No. No." sighs Timon frustrated waving his hands in the air. "Amateur. Lie down before you hurt yourself." He then turns to Simba (ignoring Pumbaa) "It's 'You got to put your past behind you.' Look, kid. Bad things happen, and you can't do anything about it, right?"

"Right."

"Wrong!" calls Timon poking Simba in the nose. "When the world turns its back on you, you turn your back on the world."

"Well, that's not what we was taught." I said interjecting my opinion.

"Then maybe you need a new lesson. Repeat after me." Says Timon clearing his throat "Hakuna Matata."

"What?" ask both Simba and I in unison.

"Ha-ku-na Ma-ta-ta." Says Pumbaa breaking it down for us "It means 'No worries.'"

**Timon: Hakuna Matata! What a wonderful phrase.**

**Pumbaa: Hakuna Matata! Ain't no passing craze.**

**Timon: It means no worries. For the rest of your days.**

{Timon pulls Simba over to a green bush and leans him back on it.}

**Both: It's our problem-free. Philosophy.**

**Timon: **{Filing down one each of Naomi and Simba's claws}** Hakuna Matata!**

"Hakuna?" asked Simba with a weird look on his face looking at me.

"Matata?" I answered back looking just as confused.

"Yeah, it's our motto." Said Pumbaa with a smile.

Leaning in close to me Simba asks "What's a motto?"

"Nothing! What's a motto with you? Ahh ha ha..." Said Timon trying to make another joke.

"You know, kid' said Pumbaa with a laugh, "These two words will solve all your problems."

"That's right! Take Pumbaa for example."

_This is getting weird…_

**Timon: Why, when he was a young warthog...**

**Pumbaa: **{Italian counter-tenor range}** When I was a young wart hoooog!**

**Timon: **{Speaking, cleaning ear}** Very nice.**

**Pumbaa: Thanks!**

**Timon: **{Singing}** He found his aroma lacked a certain appeal. He could clear the savannah after every meal.**

**Pumbaa: I'm a sensitive soul, though I seem thick-skinned. And it hurt that my friends never stood downwind. And oh, the shame.**

**Timon: He was ashamed!**

**Pumbaa: Thoughta changin' my name.**

**Timon: Oh, what's in a name?**

**Pumbaa: And I got downhearted**

**Timon: How did you feel?**

**Pumbaa: Ev'rytime that I...**

**Timon: {Speaking} Pumbaa! Not in front of the kids!**

**Pumbaa: {Speaking} Oh... sorry.**

{String pizzicato. Simba and Naomi look around confused and surprised.}

{Simba and Naomi watches with growing interest as Timon hoists Pumbaa into a vine loop above his head, where he begins swinging.}

**Pumbaa and Timon: Hakuna Matata! What a wonderful phrase. Hakuna Matata! Ain't no passing craze**

**Simba: **{After becoming more and more enthusiastic, he finally joins in singing, a spotlight falling on him.)** It means no worries. **

**Naomi: **{Smiling at Simba} **For the rest of your days.**

**Timon: **{Not singing, doing a vaudeville knee-slide up to Simba}** Yeah, sing it, kid!**

**Simba and Timon: It's our problem-free ...**

**Pumbaa: **{Landing next to them, with a flatulent sound}** ... philosophy...**

**Naomi: Hakuna Matata!**

Timon and Pumbaa led us deeper into the oasis. Timon pulls back a fern leaf, revealing a beautiful view of a rift-jungle. Waterfalls and rugged terrain make a beautiful view.

"Welcome... to our humble home." Says Timon with a smile.

"You live here?" asks Simba in shock.

I wasn't even close to being able to ask anything it was the most beautiful site that I had ever seen. Nothing in the Pride Lands had looked this wonderful. Nothing that I had seen in my time as a human either had seemed so beautiful. I was in shock. _ This would make an amazing episode of planet earth._

"We live wherever we want." Said Timon.

Pumbaa smiled saying "Home is where your rump rests. Heh!"

"It's beautiful." Said Simba.

_Beautiful is a gross understatement. _

Pumbaa let out a loud raunchy belch stating "I'm starved."

Simba sighed hearing his stomach rumble "I'm so hungry I could eat a whole zebra."

Timon is rather disturbed by Simba's want for meat- a little bit taken aback and a little bit I-knew-this-would-happen. "Eeeahhah. We're fresh out of zebra."

"Any antelope?" I asked.

"Na ah.

A bit desperate Simba asks "Hippo?"

_Hippo…gross. I hate hippo. I would settle for bugs before I eat hippo again…_

* * *

><p><em>[Flashback]<em>

The watering hole is by far one of the best places in the Pride Lands I don't understand why Nala never wants to come with us when we go here. There are so many different animals to see when we come here.

"Hey Naomi" Simba called gaining my attention on our way back from the watering hole. "What do you thing we are going to have tonight?"

"Those Antelope sure looked good over by the watering hole." I replied, "what do you want tonight Simba?"

"Zebra." He said with a dreamy look in his eye licking his chops. "Zebra is my favorite."

As we reached Pride Rock I saw Sarabi off to the side with something big and flabby. It looked like the fat that my dad used to cut off of his steaks when I was a human. And the smell that was wafting off of whatever it was, was horrible.

"Simba," I asked "what does your mom have over there?"

"Oh no…" replied Simba looking sad, "its hippo."

"What's so bad about hippo?" Asked Saraphina. "Nala sure seems to be enjoying hers."

The two of us looked over at Nala and saw a horrified look on her face as she was chewing the hippo. She looked absolutely miserable.

I looked over at Simba and he nodded. It was code for Run! We both took off trying to run as fast as we could away from the hippo. Unfortunately, we didn't make it very far. We were caught by Saraphina and Sarabi. Both mothers stood over us and watched as we ate the hippo.

_Worst meal of my life._

_[End flashback]_

* * *

><p>"Nope. No hippo. Listen, kids; if you live with us, you have to eat like us." Said Timon as he stared to take in his surroundings. "Hey, this looks like a good spot to rustle up some grub."<p>

Timon has stopped in front of a log. Pumbaa forces it up with his snout, revealing many insects. Timon picks one up.

"Eeew. What's that?" asked Simba.

"A grub. What's it look like?"

"Eeew. Gross." I called from my spot behind Simba. _I had to pick I would eat bugs instead of hippo. I just had to pick bugs…_

Eating, mouth full of the 'grubs' Timon says "Mmmm. Tastes like chicken."

Pumbaa slurps up a large worm from the ground. Both Timon and Pumbaa are feasting on bugs by now.

Slurping up a big fat slimy grub he comments on the taste. "Slimy, yet satisfying."

Timon reaches into a log grabbing a bug. "These are rare delicacies. Mmmm. Piquant, with a very pleasant crunch.

"You'll learn to love 'em" Pumbaa tells us with his mouth full.

"I'm telling you, kid, this is the great life. No rules. No responsibilities." Says Timon as he pokes his hand into a knothole and a bunch of bugs scramble out. "Oooh! The little cream-filled kind. And best of all, no worries."

Timon has been collecting bugs on a leaf. He offers it to Simba. Simba picks out a grub. "Well, kid?"

"Simba that is so gross." I said squeezing my eyes closed so that I did not have to watch him ingest a grub.

"Oh well" says Simba holding up the grub "Hakuna Matata."

_Simba ate it. I cannot believe that he ate it. _The look on his face after swallowing the grub was pure disgust. Timon then walked over to me holding out the "plate" of grubs. I looked over at Simba. Seeing that he did not look to worse for wear.

Looking more cheerful Simba smiled saying "Slimy, yet satisfying."

_Well if Simba can do it then I can too. _I grabbed a grub "Hakuna Matata."

"That's it!" yells Timon causing all of the bugs to fly off of the leaf in a colorful flutter.

**All four: Hakuna Matata…**

Next thing I know the four of us are crossing a log, walking and tossing our heads to the music. Time seemed to pass us by living with Timon and Pumbaa. We were no longer young. Simba and I have become adolescents. Simba only has a partial mane.

**All four: Hakuna Matata…**

* * *

><p><em>[Flashback No one's POV]<em>

Adolescent Simba and Naomi were wrestling around at the oasis. In their play Naomi ends up mussing up Simba's partial mane.

"Whoa, Naomi!" called Simba with a slightly deeper cracking voice, "watch the mane."

Simba then went over to look into the water and make sure that there was nothing wrong with his mane.

"You call that a mane?" Asked Naomi.

"It's better than yours."

"Simba, lionesses don't have manes."

"See better than yours." Said Simba with a smirk.

Naomi ran into the bushes and came out with a mane of leaves, much like the one Simba had when they were kids singing about him becoming king. "Not anymore."

These words must have been the battle call, because Simba pounced on Naomi tackling her to the ground. Naomi looked up at Simba with a smile as the leaves fell from around her face.

_[End flashback]_

* * *

><p><strong>Naomi's POV<strong>

**All four: Hakuna Matata…**

Time continued to fly and now Simba and Naomi have become full grown adults.

**Pumbaa and Timon: **{Chanting to music}** Hakuna matata, hakuna matata, hakuna matata.**

**Simba: **{Adult voice now.}** It means no worries.**

**Naomi: **{Adult voice now}** For the rest of your days.**

**All four: It's our problem-free. Philosophy.**

**Simba and Naomi: Hakuna Matata**

All four dive off of the log into a pond. First, Timon jumps in doing a cannonball, and makes a small splash. Then Pumbaa, doing a swan dive, makes a small splash too. Naomi dives in causing quite a few ripples. Finally Simba swings out on a vine (gripped in his teeth). Before he can dive, the vine breaks under his weight. The resulting splash is big enough to wash Pumbaa and Timon ashore.

**All four: Hakuna Matata**

Simba and Naomi join Timon and Pumbaa on shore. The song breaks into gentle jazz voice improvisations on the words "Hakuna Matata." Timon, Pumbaa, Naomi and Simba boogey off into the forest to the beat of "Hakuna Matata."

**Naomi: Hakuna Matata.**

**Simba: Hakuna Matata.**

**Naomi and Simba: Hakuna Matata.**

**All four: Hakuna Matata…**

* * *

><p><strong>AN: So I was thinking about this story and I am thinking about making it a trilogy. The sequel will deal with Simba and Naomi's relationship more than this one and then the final story of the trilogy will deal with the second movie, The Lion King 2 Simba's Pride. Let me know what you think about this idea.<strong>

**Rate and Review**


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